Angels of Angels
by Waffleness
Summary: Weeks after Chloe's funeral, Max's memories of the now non-existent week still haunt her. She must learn to cope without her powers and how people see her, the relationships she built forever altering with no rewind button. Max lives her life… as "normally" as possible. (Max/Warren)
1. Chapter 1

A week after the shooting, a funeral was held.

20 minutes after Chloe Price's Funeral:

"Hey Max, how are…you doing?" Warren Graham, feeling constricted in his starched suit, reached out a consoling hand to press it against Maxine Caulfield's bare arm. He brushed his fingers lightly against her cold skin and then pulled back, settling his hands back in his pockets. A half-reassuring smile dons his face, but his eyebrows betray his emotions, cocking upwards in discomfort. He's not one to attend funerals. In fact, the concept of death (actual death, not some character in a TV show) was rather foreign to him, and he wasn't sure how to approach those who were grieving. But… it was Max, a close friend, and he would be damned if he wasn't there to at least comfort her.

"Not great, Warren." Max tugged at her short dress, preparing her self to leave the cemetery. There were still people milling about, some engaged in quiet conversation. For a funeral, the air seemed rather light, instead of the heavy atmosphere one might expect. It was a fine Autumn afternoon, one unperturbed by neither wind nor rain.

Joyce and David were talking with the priest, Joyce's eyes red and puffy, bleary with a constant stream of angry and mournful tears. She seemed to have stopped crying for now as David held her shoulders and rubbed her back soothingly. In this timeline, David and Chloe hadn't reconciled like Max felt they always could have. But the pain in David's eyes said otherwise, he loved Chloe like only a father could love a daughter.

Max could see some other schoolmates in the distance. Some had taken their leave while others remained. She spotted Victoria in the distance and they locked eyes. Max couldn't read her expression, but she wondered if it would be one of solemnity or hostility. After all, she had lost Nathan in the shooting, a close friend. She had every right to mourn his arrest but not Chloe's death. Yet why was she here?

Max turned to give Kate Marsh a farewell hug as she took her leave, no words exchanged except a tearful smile. Kate needn't say anything to express her emotions towards her friend, they both now sharing a painful existence. In this timeline, Kate wasn't as tormented and as a result, wasn't pushed to suicide. But Max knew she had to keep an eye on her as there was no guarantee she wouldn't spiral out in a similar fashion.

Warren stood there, rubbing the back of his neck for lack of anything to say. He decided on a catch-all phrase that seemed most appropriate when someone was grieving. He felt foolish to say it again, as he had been saying it every day for the past week.

"Max, I am so sorry…"

"Nothing to be sorry for," Max offered a lop-sided smile, one devoid of any real comfort or joy. She strained her eyes, struggling to appear composed.

Warren clasped and un-clasped his hands, rocking from foot to foot. He rubbed his neck again, wanting badly to say whatever it was that would brighten her eyes again. But he knew it was no use at this point. Max would need more time to mourn.

Max watched him shuffle, feeling a small sense of normalcy at seeing Warren behave in such a way instead of how she last saw him in their recent apocalyptic hell. A dreary setting framed by a catastrophic storm, a dark and cold diner surrounded by death, a nightmare of lockers and taunts.

Though there is nothing normal about being present at a funeral, he appeared the same old goofy Warren, unburdened by uncertainty and fear. In this timeline, Max didn't talk to Warren for days after Chloe's death, and so hadn't seen him in a while, at least by his perspective. She didn't talk to much of anyone during that time period. Counselors attempted to reach out to her, as well as Principal Wells, but she had rejected any sort of consolation. At least that was what "Max" did as the alteration of the past morphed into the immediate future.

But what was there to say anyway? They had no idea what she had to sacrifice in order to save them all. The thoughts like these that permeated her conscious mind left her feeling ill, the guilt pooled in her stomach like bubbling acid. She couldn't have possibly left everyone behind after personally dooming them with her rewind powers. The choice was hers. She had to sacrifice Chloe. Max felt like she personally killed her, and killed a part of her self in the process.

Warren and Max turned to look back at the retreating procession.

"You know… even though I didn't know her, she seemed like the coolest badass in school. I wish I could've met her." Warren followed her gaze.

Max thought of what she wanted to say, the corner of her mouth lifted up. In Chloe and Warren's minimal interactions of the previous timeline, she could recall Chloe's awe at Warren's brazen attack on Nathan.

"I'm sure she would've liked you."

"A-ha, you think so?" Warren straightened his tie, more than delighted to see Max offer him a smile. It was as if he hadn't seen one in weeks.

Max turned on her heel and made her way back towards the grave to say goodbye to Joyce. David still had an arm around her and Max couldn't see her face. But seeing her collapsed shoulders was enough to put a deep frown back on Max's face. Both a husband and a daughter in the span of five years? It was more tragic than one should ever have to bear. But Max knew David would be good to her to help her through this tough time.

"Max?" Warren asked as she took off in the opposite direction. He watched her approach the grieving couple and place a hand on Joyce's back. They immediately embraced, holding tight to one another as if they were each the last incarnation of their dearly departed friend and daughter. David pulled her into a one-armed hug. Warren couldn't hear what was being said, but the sight was enough to pain him.

He pushed his hands into his pockets and turned to go home, not wanting to further disturb the group.

Max watched him go.

"Why don't you catch up with your friend, Max? David and I- we're going to stay a little longer."

"I'll stay with you," Max offered, wanting to be with Joyce in her obvious time of need. She wasn't the only one who lost a friend; Joyce lost a daughter.

Joyce said nothing but nodded instead, looking at the flowers that adorned Chloe's freshly made grave. Max followed her line of sight and once more saw the bright blue butterfly. It flapped its wings rhythmically and Max couldn't stop the brief smile that grew on her face.

"Beautiful, isn't it?" Joyce said in a whisper.

Max nodded. To her, that butterfly was a representation of Chloe. In some sense, in one moment of comfort that she offered herself, Max was sure that was Chloe giving her a sign. She hoped that Chloe remembered their time together, wherever she was, and that the butterfly's presence was a sign saying: "I do and always will." And even if it wasn't Chloe, it was Rachel Amber, come to say her own farewell. Either thought gave Max a moment of calm. This butterfly was free, away from the pain and suffering of a burdened life. Chloe was free too.

The butterfly took flight, making its way in the direction of Blackwell's dormitories. Max could only interpret it as a sign to head on home.

Max gave her final condolences and hugs. Joyce offering her a place at her home whenever she needed and a hot meal at the Two Whales whenever she wanted. David thanked Max, the harsh stare she remembered completely evaporated into one of gratitude.

Max took her leave, the setting sun disappearing beyond the horizon.

….

Two hours after Chloe Price's funeral:

There was a soft knock at Max's room, waking her from a light slumber. Her dress was discarded on the ground in a folded mess, the room cast in a dark glow from the lights outside. She approached the door, pushing a box of photographs out of the way. Chloe's face smiled brightly on a stray picture.

"Max, it's me. Would you like some company? There's someone here to see you."

' _Kate…'_ Max was relieved to hear such a comforting voice, but anxiety filled her at the thought of a surprise guest. She didn't want to be seen right now by anyone that couldn't possibly understand the torment that she currently felt.

"He was waiting outside this whole time! I had to sneak him in."

Max pulled open the door, revealing a sheepish Warren and Kate Marsh at his side.

"I never thanked you both for coming today," Max said as she ushered them in.

"Of course, Max! I wouldn't miss it. You know I'd do anything to try and support you in the way you support me."

"At this point, I'm sure you've done more for me than I have done for you."

"Don't be silly, I don't know where I would be without you." Kate looked off to the side, recalling negative memories. Her face twisted and she quickly moved to sit on the nearby couch.

Warren had yet to say a thing. He was drinking in the image of Max's room's sorry state. Her room was messy, the remains of torn photographs strewn on the floor.

"Warren…"

Warren's head popped up at her voice. Max reached out and lightly touched his hand.

"Thank you for coming today. I'm sorry you missed your opportunity to go to the drive-in. We'll catch the next one, won't we?"

Warren watched her curiously, for a moment forgetting where he was. His eyes narrowed in confusion. "How did you know about the drive-in?" he whispered, "but- no, no, I wouldn't be a very good friend if I wasn't there today."

Max closed her eyes and smiled. She forgot that in this timeline Warren didn't even get an opportunity to ask her to "go ape!"

"Oh, I just heard… from someone." Max didn't bother to lie properly. Even she was a bit disappointed not to go. An opportunity like that was the normal life that she now longed for and one that seemed so far away. She felt like she let him down in more ways than one.

This past week, the one that no one experienced except her and Chloe was long gone. But she still felt its lingering memories clawing at her mind. All the adventures with Chloe, the conversations, the peril, the tears, and joy… she felt her best friend ripped away from her in such a cruel way all over again. And now there was no one in which she could burden that grief with her. It was a punishment, she supposed, for using such a forbidden power. But she would never regret the extra time she got to spend with her best friend.

But looking at Kate and Warren now, unaware of the hell that they both previously witnessed, she wasn't sure whether to be sad or happy. She worried that Kate could spiral out at any moment, and now she couldn't use her power to save her. She hoped, that if the time were to come again, that her words could be enough again to save her.

Warren was a bit of a different story. This forgotten week was a ride for him in a different way. Beating up Nathan and getting beat up, witnessing the end of his world, and his unwavering support of whatever she needed to do. She recalled the silly drawing he drew of instructions on how to make a bomb, as well as when his experiment blew up in his face. Max briefly wondered if he was able to figure it out this time without her help. She was sure Brooke must've stepped in at one point. She was the friend that he deserved.

And there was that time in the diner, the tornado raging outside, "for luck," she had said as she leaned in close... But all of that seemed like a foggy dream now, too distant to even feel real. Besides all that, Warren was a pillar she could rely on, a sense of normalcy in a world of insanity. For that she was grateful.

She moved to sit back on her bed, patting the area next to her. Warren made to sit and the group sat comfortably in silence, the way that friends do when the only thing left to offer is company. Kate got out a drawing pad and began to sketch.

"Kate, I'm really happy to see you drawing again," began Max.

Kate looked down in modesty. "I'm happy to _be_ drawing again. I thought I'd never pick up a pencil again!" Kate's eyes became dreamy, lost in the memories of the cruel teasing she endured just days ago. She continued normally, "I'm working on a story for a children's book now… and I know I can count on you to be my expert photographer, yes?"

Max smiled, recalling a similar conversation she had with Kate in the hospital, this time under different circumstances.

"Of course, it'll be our single shot to stardom."

"And Warren, you'll help too, won't you?" Kate asked to bring him into the conversation. She must've sensed he felt a bit off.

He craned his neck to look at Kate, rubbing the back of his head, "well I don't know how exactly a nerd like me could help… unless you need help calculating the slope of the pages or something, then I'm your man."

"I bet Kate could use your expert explosion art skills," Max commented.

"Oh, Warren, I didn't know you could draw! I always saw you as the brilliant science type."

"Explosions?" He mused, looking at Max and then turning back to Kate. "Believe me, if you saw my drawings, you would question my brilliance and then run the other way," Warren grinned.

Max covered her mouth with her hand. She slipped up a second time. Warren didn't help her explode a door in this timeline.

Not sensing Max's unease, Kate began to gather her things, moving to place a reassuring hand on Max's shoulder. "I'm sorry I can't stay longer, I promised Alyssa I'd help her with her project. But I can cancel if you'd like? I want to stay as long as you need."

"You've done more than enough, Kate. Alyssa needs you more than me. I'll see you soon for our tea session."

"I better! Oh, and before I forget—" Kate tore out the drawing she had been working on and handed it to Max. "Just a little drawing, maybe you'd like it." Kate smiled and waved to Warren before exiting the room.

Max looked at the drawing. It pictured her and Warren sitting together on her bed in Kate's customary cartoony style. The cartoon Warren was looking fondly at a smiling cartoon Max. The various squares of Polaroid pictures dotted the background.

"I hope she captured my good side," Warren joked, looking as if he had been caught in an embarrassing pose. He leaned forward on his arms, avoiding his companion's gaze.

Max had to remind her self not to make any more mistakes regarding the memories in this reality. The old ones still seemed all too real to her. It was easy to forget what did and didn't actually happen.

"Nothing compares to the real thing." Max paused, looking at her friend. "…Thanks again, Warren. For… everything." Max held the drawing in her hand, once more recalling the lengths in which Warren went for her. She hoped she would be able to help him in return at least a fraction of what he did.

Warren looked at her in mild surprise before turning away again. "… I feel like I didn't do anything worthy of a 'thank you' like that."

"Trust me. You did. And more." Max wished she could tell him everything at that moment. Just to let it all tumble out in a flood of secrets. She was planning on telling him before, when it all started, that fateful day in the parking lot. She trusted him to the highest degree then, but she wondered if he could still listen with an open mind. Plus, what would be the point of sharing long-lost memories?

Warren looked puzzled but smiled sadly and leaned back to peer at the drawing. "Whatever you need, Maximillion, I'll be there to help."

"I know," Max smiled.

' _I know, Warren.'_

"Of course you do, you're Super-Max."

A trigger went off in Max's head. Another sharp memory shooting to the surface. How many more of these parallels would she be inclined to witness? The old memories were going to be replaced with new ones. It was up to her to make sure she didn't make the same mistakes. With no rewind power, Max couldn't afford to take the same chances. She had to make sure she covered all her bases as cleanly and normally as anyone would.

Max grabbed Warren's hand and held it tightly against the bed. "I want to help you too, Warren. Whenever you need. Call me if you ever need a mad scientist partner to assist you on any wild experiments."

Warren offered a grateful smile. "Before long, it'll be me coming to _your_ aid, Dr. Caulfield, an expert in her field! And ah, just curious but what did you mean by explosion drawings? You're not talking about that one time—"

Max waved off her mistake with a flick of her free hand. "Nothing, nothing, just a joke. Though I _can_ count on you as my demolition expert, can't I?"

"How'd you find out about my secret passion?"

"It's a gift."

"Among many…" Warren glanced down at their still connected hands and looked quickly back at Max. She looked a little worse for wear but none too different than how she always looked. Her hair fell softly, framing her thin face, freckles dotting her nose and cheeks. Though behind the surface he could still see it, that sadness that drifted in between blinks. And the smile she wore was filled with an unheard longing.

He wished he could say something, anything that would relieve the burden he knew that was toiling inside her. He felt like such an outsider, never even knowing about the close friendship between her and Chloe. He suddenly felt that he ought to leave her to her own peace, and that he didn't belong in this aspect of her life with no real right to try and understand her pain.

"I should probably… take off soon. Don't want to bother you too long." Their clasped hands broke apart as Warren stood.

Max's momentary surprise at his sudden movement faded quickly as she looked down at her bare hand. "I guess I should try to get some sleep," she admitted, "I am pretty tired… it's been a hell of a long, long week… I feel like I haven't slept in days."

"All the more reason. You deserve it. And again, I'm sorry, Max."

Max stood and wrapped an arm around Warren's shoulder in farewell. He placed a hand on her lower back and held her close, closing his eyes.

They separated and Warren shut her bedroom door quietly, not wanting to spark the ire of any of her roommates.

" _Warren, you sneak! You better not have been macking on Max in there!"_

Max could hear Dana's distinct voice from the distant hallway, and couldn't help a small grin. She'd have to go and talk to all of her roommates again. All of the conversations of the disappeared week have long since been replaced by days of Max's silence. She felt a little guilty, knowing what some people have been going through. She wanted to help them all over again. Except… as herself. Just pure Max. She worried she might fail without the failsafe of her rewind power. She had to take care of them. Even without her power, she had to take care of them all.

But somehow she felt she'd be okay, even without her abilities. She still had Kate and Warren at her side if she needed them. She wasn't alone anymore, even if she ended up being the outcast of Blackwell.

Max lay back down on her bed, the true exhaustion washing over her like a warm blanket. She cried until her eyelashes were long and wet with tears. She pressed her face into her pillow and screamed until she was hoarse. And without even a moment of thought after, she was asleep.

.

.

.

...

* * *

AN: Boy, this is a hefty one. And a long one coming. I wrote this long ass fic as soon as I finished playing LiS... almost 2 years ago! I've been sitting on this fic since then. Waiting for when I should publish it. I thought... why not now? This is probably the longest thing I've written so far with plenty more to go.

This is a bit of a different one. I wanted to dive into Max's life right after her ordeal. It will deal with her coping, her friends and relationships, her regrets and fears. It's a heavy story and a bit of a personal one. LiS hit home very hard for me and it made me curious about how Max would deal with everything she went through. I can't imagine a normal person could ever come through it unscathed. This fic will touch on that and more. Thanks for reading and hope you enjoy :) Please review and tell me your thoughts!


	2. Chapter 2

Two (336:00:00) weeks after Chloe's funeral:

With the initial shock of Chloe's death having worn off, Max fell into a heavy soreness that spread throughout her body. She could barely feel the pinpricks of her skin, the air tickling her. She wanted to go about business as usual, but try as she might, she could hardly bring herself to move. But around her, despite her own melancholy, life continued. 'As bad as it sounds, life goes on,' Mark Jefferson had once said. She couldn't believe she was recounting something from him and applying it to her current situation.

"There you are, Max-stallion! Why haven't I seen you around campus lately? Hooo-" Warren caught up to her, out of breath and breathing heavily as if he had just sprinted across campus, which was precisely what he'd just done.

Max mustered a small smile, readjusting her bag on her shoulder. She had hoped she wouldn't be spotted as she made her way across campus. She had been skipping class, not quite in the mood to be amongst her peers, especially in her state of being. If they had to deal with her when she was moody like this, they might never want to talk to her again. Avoidance seemed like the only option.

Photography class was especially weird. With the true identity of Mark Jefferson revealed, it made returning to the same classroom an uncomfortable reminder of what once was. Although there was a new teacher: the shy and friendly, Mr. Callaghan. His presence lessened the pressure of the classroom, but Jefferson's aura remained. Max disliked attending that class the most and her peers had long since noticed her absence.

"I've just been busy, pretty distracted. How are you?" Max said after a moment.

"You'll never guess who was looking for you!"

"Who?"

"Victoria! She actually came up to me and asked how've you been. I couldn't answer since I hadn't heard from you either... But jeez, I felt that was a little out of the blue. I had to hold back from saying anything I _really_ wanted to."

"I see..." Max couldn't really bring herself to say anything more. And even Warren's chipper attitude was beginning to sap what remaining energy she had out of her. She suddenly just wanted to be alone.

He continued, "she might try to find you later. And… by the way, are you—"

"Look, Warren, I'm actually pretty tired. You mind if we catch up a little later? Sorry."

"Oh…" he looked to the floor for a split second, the appearance of his scuffed shoes suddenly appealing. "Yeah! No, you get your rest. Text me later." He walked away, hand-outstretched in farewell.

"I promise I will."

…

Max dragged her feet through the door to her dormitories. The heaviness of her shoulder bag pressing into her skin. All she had in there was her journal and her instant camera, and not even the one that Chloe had passed along to her.

She passed by Trevor in the hallway, who waved politely. Dana was smiling from her dorm room door, flashing her grin at Max who passed. Stella sprinted across her pathway, holding a bundle of papers, Alyssa barely missing being crashed into. Max pushed past Taylor and Courtney engaged in a not-very-quiet discussion, as she made her way into the girl's bathroom. All things were hustle and bustle in the dorms as always.

Victoria was inside, reapplying her lipstick. Catching Max's eyes in the mirror, she spun around as gracefully as a swan. Even her movements felt rich.

"Max! There you are. Gayram—I mean…Warren… didn't even know where you've been."

"I've been around."

"Well he seemed more than frantic being out of the know."

"He told me you were looking for me." Max pulled her gaze up, looking at Victoria. With her hands on her hips, she tapped her expensive shoes on the tile, stumbling with words she was trying to say.

"Yeah. Mr. Callaghan asked me to give you this week's assignment. Come by my room later and I'll give it to you."

"Alright, Victoria, thanks." Max nodded and turned to the sink. She just wanted to splash water on her face, not liking feeling so tired in the middle of the day.

"Look…"

Max turned off the faucet, reaching for a nearby paper towel. Victoria handed her one. Max looked at her strangely as she dabbed her face.

"I know… I know things have been tough since your friend… and I just never got the chance to say I'm sorry, okay? It's been tough for me too ever since Nathan… well you get it." Victoria turned her head away, hands folded tightly against her side.

Max always knew this side of Victoria existed, she just didn't know she would witness it so soon and so clearly. Had Nathan been that much of a bad influence on her? Did death sober up her attitude? She had attended the funeral, after all.

This train of thought gave strength to her voice. "Why were you at Chloe's funeral? I didn't think you even knew her."

"Well, I did. She was always hanging out around Rachel Amber, back in the day, and the Vortex Club was constantly trying to recruit her. And… I didn't talk to them much, in fact, I don't even think Chloe liked any of us."

Max raised an eyebrow.

"But… I could relate with what it feels like to lose a friend. And maybe I had a quick lapse in judgment, about both of them. And I wish I got to know her more," Victoria huffed, the strain of honesty taking a bit of a toll on her pride.

"Victoria…"

"Stop right there," the former Vortex Club member raised her palm, "I need to get out of this dank mold before I keep talking. Just come by my room later, alright? I'll be waiting."

With that, she stepped across the bathroom and exited before Max could get another word out.

' _Huh, I guess Victoria_ is _capable of some maturity.'_ Max finished up her business and went to her dorm, feeling both surprised and yet not nearly as shocked as she might have expected herself to feel. Things must be hard for her. Ever since Nathan Prescott had been arrested, Victoria seemed a little more withdrawn, the truth of his actions regarding Rachel and Kate now come to light. Victoria didn't dare to harass Kate after what happened to her in the Dark Room became common knowledge along campus. She must have wondered if he ever considered her a potential next victim and what she actually meant to him. The two of them were very close, and now even Courtney and Taylor couldn't really fill the void that the shock of the truth had left.

Inside her room looked about the same as it did two weeks ago. Her bed was unmade and boxes of photographs still littered the floor. Her laundry lay unfolded in a pile on her desk. She shoved it all aside to sit at her computer. Booting it up, she opened up her email, checking it automatically.

There was a mass email from Dana, detailing the information about the Halloween party that was going down the following week. She seemed just as excited about it as always, asking that people please respond with any last minute suggestions for food, music, or decorations. It seemed like all the initial preparations were already set to go.

Max sighed, remembering how excited she was for the Halloween party just a few weeks ago. Now that it was upon her, she felt less than eager to prepare a costume and actually show up. She knew she should show her support to Dana anyway and contemplated asking if Dana could lend her an extra outfit if she had one. But knowing Dana, she figured the options offered might be less than preferable.

She typed up a quick response anyway: _'Hey Dana, super stoked about the party! I bet it's going to be as amazing as it sounds. By the way, do you have any extra costumes I could borrow? I'm afraid I haven't had the time to find one myself. Thanks in advance.'_

Max clicked over to the next email, this one from Warren, it was a couple days old and Max wondered briefly if she had just missed it.

' _Max—_

 _I don't want to beat around the bush or nothin so just wanted to ask you how you're feeling. I haven't seen you and I'm starting to get worried. You're okay, right? Just a response here and there would calm my nerves._

 _Remember, you aren't alone._

 _That's all I wanted to say actually. Text me if you need ANYTHING._

 _Peace_

 _-Warren G'_

Max mentally scolded herself for the way she handled her meeting with Warren just thirty minutes ago. He was just concerned for her and she completely blew him off. She'd have to make it up to him the next opportunity she got. She didn't know why she neglected any sort of response. What had she once said? That she wanted to help everyone? Everyday the prospect and possibility of success seemed further and further away.

Opening her phone, Max saw a number of unread messages from her parents, Warren, and various classmates. The accumulation of messages made her feel antsy and suddenly she didn't feel like answering any of them.

Her parents texted her general check-in messages, asking how school was going. Different classmates asked about homework and where she has been. At the bottom of them all, there was Warren, texting about his antics in the science lab and if her offer of being a science lab-rat assistant was still open.

Max grinned, recalling the conversation they had in this very room. At the time, she was still in shock from the funeral, not having yet fully absorbed the reality of the consequences of her actions. She could still smile with Kate and Warren and make plans to be herself without her powers. But all of that now just seemed pointless. Her classmates didn't need her help anymore. And she no longer needed to prove herself. She just needed to get through the school year as pain-free as possible.

But Warren was still a friend in need. And she certainly ought to check up on Kate like she promised she would. She still had a duty as a friend. School could wait, on the other hand.

She texted her parents first, trying to sound as chipper and relaxed as possible, not wanting to worry them. She responded to her classmates, offering simple solutions to their inquiries. Lastly, she opened up a new message and texted Kate, wondering what she has been up to these days.

Contemplating her next words, she opened up a new response and started out a lengthy text to Warren.

' _Hey Dr. Frankenstein-_

 _Sorry I've been so absent-minded lately. Things have just been crazy and I'm having a hard time wrapping my head around everything I ought to be doing. Didn't mean to ditch you so hard today, what were you going to say?_

 _And I just read your email. Thanks a lot for your concern but you really don't need to worry about me. I'm honestly doing fine._

 _Also, if you still needed an assistant, I will proudly don my lab coat for you.'_

She pressed send, satisfied that her correspondence with her parents and peers would keep them at bay for now.

Max took a look around her room, observing the sorry state that it had become in such a short amount of time. Her plant, Lisa, had long since shriveled up into a brown heap. She frowned, kneeled in front of it, and cradled the leaves in guilt. She watered it with the nearby water bottle, wondering if that would make some sort of difference.

She stood back up, kicking some trash out of the way and under her bed, clearing a slight path. As she made sorry attempts at cleaning, her phone buzzed. Unexpectedly, it was from Dana.

' _Max! I am so glad you asked about costumes, I have about a hundred I'm not using. Come by my room later and I will be your personal designer! Love it!'_

Speaking of later tonight, Max recalled she was meant to visit Victoria at her room. The thought of seeing the blonde beauty barely fazed her. In fact, the impasse that their relationship had reached seemed more mutual respectful than anything. She had the feeling that Victoria wouldn't be pulling any cruel stunts any time soon.

' _No time like the present_ ,' Max thought, realizing all the time she had really only _was_ the present anymore. She smirked at the wordplay, collected herself, and exited her room.

…

"Come in," Victoria called from her seated position on the floor of her dorm room. It looked about the same as Max could remember it, with impressive items and clothing dotting the shelves. She glanced at the collage of photographs that she recalled rearranging into a middle finger, now set straight again. Victoria's illuminated selfies still graced the area above her bed. The only sign of her humility sat on her shelf, a blue figurine from some geeky show or other that Max had never heard of.

Victoria was shifting through some old papers, looking at each one carefully before tossing them into the nearby trashcan. Max glimpsed a name scrawled on a nearby flyer. It read: 'Nathan'

' _Looks like she's purging her room of Nathan memorabilia. I don't know whether to feel proud or sad for her.'_

"Hi Victoria," Max began simply.

"You can have a seat. Just a second." Victoria stood, digging through her backpack. Max sat in a nearby chair, waiting diligently. She spotted an expensive camera across the room, recalling that she had once read up on it on Victoria's tablet, in this very room. She must have took the plunge, thousands of dollars worth of equipment just sitting on her desk. Max tried to stifle her jealously.

"Is that the GRLT-64?" Max asked.

"Huh?" Victoria swiveled around, her eyes landing on the camera in question. She turned back to the task at hand, flipping through her folders. "Oh, yeah. It is. I bought it on kind of a whim. Sort of regret it now."

"Why's that? It must be a really good camera."

Victoria sighed, producing the booklet of papers that Mr. Callaghan had put together for Max's assignment. "Here," she handed it to Max. "And it's great and all… but I'm starting to realize that tech doesn't make the photographer."

Max nodded. "That's part of why I prefer my insta. When I take a picture, there's no going back. And half the time, that first shot is the best one I'm capable of." Max inwardly grimaced. She could easily apply that line of thought to her time rewind ability.

"Makes sense."

The pair sat in a weird silence for a moment, Max just coming to realize she was engaging Victoria in a very normal conversation about cameras. ' _Are we… discussing mutual interests? Feels like just yesterday Victoria was threatening my life.'_ Max couldn't help the chuckle that escaped her lips at the ridiculousness of it all. How times have changed.

"What's so funny?" Victoria stood, a cautious expression replacing her previous composed one.

Max waved it off, standing to leave. "Nothing, I just never thought I'd be sitting in here discussing the benefits of different cameras with you."

Victoria popped a smirk, "I guess that is a little weird…" Max smiled in response, thanking her again for the homework. Victoria stopped her, "Oh—and hey before you leave..."

Max paused at the doorway, watching Victoria expectantly.

"Before the big Halloween gym party next Thurs, the Vortex Club- if you can even still call it that- is throwing a bit of a pre-Halloween party party since we never had our End of the World one. You're welcome to come if you like. It's not even exclusive or anything." Victoria sat back on the floor, folding her legs neatly under her.

"Thanks Victoria, I'll definitely look into it." Max nodded and exited, Victoria turning back to the pictures on the floor.

The Vortex Club had since fallen from grace since Nathan's shooting of Chloe and his subsequent arrest. His name being so closely tied to the club and Blackwell Academy didn't bear so well with superiors and so Vortex Club was temporarily "disbanded." The group still remained but under a new guise: a much more open and welcoming club now jokingly known as the "Suck'd Club." Victoria didn't care much for the new moniker.

Now back in the hallway, Max checked her phone to see she had another new message from Kate. She glanced at Kate's bedroom door, just a few feet away and walked towards it.

"Yes!" Kate called from within. Once she saw Max's thin frame enter, she jumped to her feet and clutched at Max's arms, pulling her inside and shutting the door.

"Thank goodness, I've been meaning to talk to you!" Kate spoke breathlessly.

Max took a quick look around her room. It was a lot brighter than her last visit; no disturbing drawings littered the floor and a prominent photo of Kate's sisters stood proudly on her desk. Kate seemed to be getting by well with the support of her father and sisters. ' _Maybe Kate doesn't need my help after-all. She's stronger than I give her credit for.'_

"What's the matter, Kate? Is everything okay?" Max tried to take in Kate's frantic appearance, but she looked less crazed and more excited.

"I don't know what to do! I've never been in this type of situation before. Please help!" Kate stifled a worried smile, "But wait how are you?" She added on nervously, guiding Max to a chair.

"I'm fine Kate, really. Now can you please tell me what's going on?" Max watched Kate amusedly, never having seen her this animated before. ' _She must be happy about something.'_

"Sorry! Okay, here it goes. Basically… do you know a Luke Parker?"

"Luke Parker?" It came to Max in a flash. She had only briefly been acquainted with the boy. He always kept to himself, preferring the company of his music over others while enduring the bullying of the Vortex Club. "What about him?" Max asked hesitantly.

"Well he…" Kate paced around, jittery with barely contained excitement. She seemed like a little bug, bouncing all over her room. "He asked me out on a date! I didn't know what to say so I told him I'd get back to him and ran off. I feel so bad."

Max immediately stood and grabbed Kate's clammy hands. "That's so great, Kate! What are you going to say? As far as I know, Luke seems like a sweet guy. He just needs the right girl to pull him out of his cage."

"He is sweet. I talk to him sometimes in class. I just never knew he- or anyone really- could see me that way. I'm a little nervous. I feel like I can't even tell my sisters about it. My parents most likely would not approve. What should I do?" Kate plopped herself back at her desk, suddenly remorseful after her stream of concerns came tumbling from her mouth.

It was obvious Kate wanted to hang out with Luke, but a number of obstacles prevented her from pursuing what she clearly desired. Max placed a hand on Kate's shoulder and squeezed. Kate looked up at her friend's reassuring smile.

"Kate you should…" Max paused, a heavy pressure pulsing through her skull. Pictures flashed through mind like a flip-book, every once in a while pausing to zoom up on a particular image. She could see it. Kate up on the roof. Kate falling. Kate in the hospital. Kate crying. Kate smiling with all her might. The dizziness that ensued knocked Max back a few steps as she clutched at her head.

"Max…? Are you okay?"

And just like that, the pain subsided. Max stood back up, her hand falling limply to her side. "I…" Max looked at her self in a nearby mirror. There was nothing off about her appearance except for a few stray hairs out of place. _'What was that all about? I half expected to see my nose bleeding again.'_

"Max?" Kate's concerned voice broke her from her thoughts.

"I'm… fine." Max mustered an encouraging smile. "I might just be dehydrated or something."

Seeing her smile caused Kate's concerned face to brighten. "You really ought to get your eight glasses a day!"

"I try my best. Now, what was I saying?"

"You were about to tell me what I should do about Luke!" Kate sat down and waited anxiously for her response.

It was apparent that Kate really trusted Max's opinion. But now, as Max formulated her thoughts, the images of her past mistakes regarding Kate intruded on every solution. It was because of her involvement in other peoples' affairs that lead to either Kate's misery or joy. She couldn't be responsible again. She didn't want to be the one that pushed Kate up on that roof. She didn't want Kate to hurt again. If for some reason, Max's advice lead to some severe repercussions, Max would be damned with the consequences with no way of backing out and trying again.

Max took a hesitant step backwards, feeling a sickness in her throat. "You…"

"Max?" Kate's concerned expression returned. "Are you sure you're okay? I have some extra water bottles if you need some for your room."

"No…" Max's breathing became strained. "It's fine. What I was going to say was… you should- do whatever you think is the right thing to do," Max forced out. It was the simplest of answers. She trusted that Kate would make the right decisions anyway. She didn't need Max's opinion on the issue. After all, who knew themselves better than themselves?

Kate smiled. "What they don't know won't hurt them right? That's how the saying goes. I'm going to tell him 'yes.'"

Max returned her smile, her previous headache now seeming like a faraway incident, one not in the least bit related to the conversation she was having right this second. But still, the images she saw disturbed her, and Max hoped that such an occurrence would never happen again. She was past the whole rewinding bullshit powers of yesterday.

She really was happy for Kate though, and she would be there for her, whatever may come. Max told her as much.

"Thank you, Max! I really appreciate you coming by when I needed it. Um, but, there's just one other thing…" Kate glanced down to rub her cross necklace between her fingers.

The photographer looked up, not liking the shift in tone of Kate's voice. "…What's that?"

"I know I'm probably a little old to be asking this… but a date is really a first for someone like me. So I was wondering if…" Kate looked up at Max and smiled innocently, "you would do a double date with me?"

"A… double date?" Max couldn't help the grimace that passed over her face. Even she wasn't much for dates, let alone a double one.

"It wouldn't have to be a big deal or anything! You can just bring Warren or someone. As a friend!" She added quickly. "It'll be just like a hangout."

"I don't know, Kate… I'll have to think about it." Max rubbed at her neck, feeling a little guilty for nearly turning down Kate's innocent request. It's not that she didn't want to go and support her… but the whole situation felt a bit more troublesome than it was possibly worth. She just felt so tired.

"That's fine!" Kate stood, clutching at Max's hand again. "Take all the time you need. I don't even know what Luke had in store. I'll have to tell him my decision!" At that, Kate spun around, grabbing her nearby cell-phone. "Thanks again, Max. If you do decide to come…" Kate grinned coyly at Max, "I know Warren would just be thrilled to join you."

"You think?" Max offered, picturing Warren's beaming face. She knew he would volunteer in a heartbeat, but seeing Brooke's scowl caused the vision to disappear. "Let me know what Luke says, alright?" Max made for the doorway. "I'm glad to see you doing so well."

"It's all thanks to you, Max!" Kate called out as she closed the door. Max slumped against the wall. She wished Kate didn't put so much stock in her opinion sometimes. Although she wanted to help, Max could never know where her help would lead anymore.

' _Considering where my choices have led others before…'_

Max reached into her pocket, feeling the tell-tale vibration of brand new text messages. This time there were three from Warren.

' _It's totally cool. I understand things have been rough. But you can't stop me from feeling concerned!'_

' _I was just gonna ask if you could help me tomorrow after school on an experiment. It's a two person job and I need my partner in crime.'_

' _Brooke ignoring me again :/'_

Max chuckled. It was nothing new that Brooke gave Warren a hard time out of the blue every now and then. Max wondered if it had to do with her, as it sometimes did, but had to doubt it since Warren and Max haven't even seen each other in days. She sighed lightly once she re-read the second text, mulling over the use of the phrase, "partner in crime." _'Chloe used partner in time…'_

Max really did appreciate his concern though, but she would prefer if he just went about his business and didn't exert any extra effort on her by being worried. She texted back:

' _Just name the time and the place, I'm at your service. And really, no concern necessary, I'll prove it next time we meet.'_

He responded in a heartbeat.

' _Say tomorrow after your last class in the lab? I'll be stuck there all afternoon. Catch me snoozin in the chemicals.'_

' _And… can meet tonight actually? I have some prelim lab stuff I could use your big brain on. And photography hw. Callaghan is a cool dude and all but he assigns way too much book work for a photog class.'_

Max looked up from her phone, thinking about what she had wanted to do that night. She planned to stop by Dana's room first before the party came and went right under her nose without a proper costume. She could easily go without, but where's the proper spirit without a Halloween costume? Max didn't want to let Dana down, even with something as simple as dressing up.

And regarding Warren… Max reread his messages. She did feel she ought to see him. She was always promising a response but never following through on her words. This was an opportunity for them to get any weirdness out of the way and to just hang out as friends again. It's been two weeks since the funeral and Max had yet to fall back into any sort of real normalcy.

But what did people expect of her? Did everyone really think she'd feel normal about Chloe's death only after a couple weeks? There was a lot that she knew people could never understand- what they'll never know she had been through. What she had to sacrifice.

She really couldn't blame them for their ignorance.

' _No time like the present_ ,' Max repeated as she texted Warren back swiftly.

* * *

AN: Not a lot to say about this one. I really wanted to capture the spirit of the game with the whole communication through emails and texts and just randomly running into classmates. That was honestly my favorite part of playing... just discovering things in Max's world.

With this chapter I explored a little bit more of Max's emotions after the death of her friend. When I was in high school, I experienced a death in the family and going back to school was insane to me. One day you can feel one way and the next, completely different. Expressing yourself was hard and no one fully understood. But I'll let you all do your own analyzing! Hope you enjoyed this one and Pleeease review! Thank you!


	3. Chapter 3

' _No time like the present_ ,' Max repeated as she texted Warren back swiftly.

' _Alright Brainiac, I'll be there in a bit. But don't wait up, get started without me! And tomorrow works fine. See you.'_

' _Max you are seriously a savior from heaven!'_

' _kek :P'_

She clicked shut her messages and made her way towards Dana's room, knowing she wouldn't have to go far before being spotted by someone else who needed her attention. After two weeks of being basically disappeared, there had to be some people with a bone to pick with her. As predicted, Courtney stopped her, stepping in front and crossing her arms. Max had only minimal discussions with Courtney before, none reaching further than the subject of "proper dress code."

"Can I help you, Courtney?" Max asked, crossing her own arms in mimicked response. She was prepared for hostility but Courtney's expression immediately softened.

"I saw you go into Victoria's room earlier. Is she okay?" Courtney looked sheepish, fingering a ring on her hand while awaiting Max's response.

"Oh…" Max's arms dropped to her side. "She seems to be doing alright. I was just in there to get my homework from class."

"I see…" Courtney trailed off. "Just wanted to know."

"Have you not talked to her?" Max asked, curious.

Courtney shook her head. "I've barely even seen her since the whole incident with Nathan. Whenever Taylor and I approach her, she just sort of walks away. I guess I should be used to that kind of thing but I'm more used to her yelling, not this silence."

"I think she's just going through a lot, you know? She'll come around. It probably has nothing to do with you."

"If you say so, Max. Sorry to bother you."

Max offered up a light smile. "It's no problem. You're just being a concerned friend."

Courtney returned it but her face drooped back down into a frown. "Also… I know Kate's your friend. I'm sorry with what happened with the video and all. I don't think I ever got a chance to say anything when it was first going around."

Max tried to recall Courtney's involvement. In this timeline, Kate wasn't even pushed up onto the roof, thankfully. The video's popularity immediately died down after Chloe's shooting. One drama to replace another, she supposed. The attention of the masses easily swayed.

Max expected Courtney to finish with that but she kept going, her eyes falling even more downcast. "And… I know this is a little late, but I just heard about how that Chloe Price girl was your good friend. I'm really, really sorry."

Max regarded her coolly, realizing her admissions were nothing but genuine. Of all people to approach her like this, Courtney was the last one she expected. Though Max knew she was smart, remembering the paper she wrote that earned Victoria an 'A+,' she always saw Courtney as the type that sort of behaved on the sidelines, never really becoming passionately involved in anything unless it had something to do with the Vortex Club. But the Vortex Club no longer existed, so where was Courtney now?

Not knowing what else to say, Max settled with a "thank you." Feeling oddly pleased that Jefferson's and Nathan's arrest, as well as the disbandment of the Vortex Club, could bring about such positive changes at Blackwell Academy. ' _If only that didn't also mean that Chloe had to die_ ,' Max thought darkly. What was destiny at the end of all this? What was fate? How were things really supposed to go if how things ended up was the wrong outcome? Max couldn't answer all of these questions right now, face to face with Courtney who watched her with a peculiar expression. Max's thought process must have manifested itself on her face.

"Max? I hope you come to the pre-party next week. There's no list, of course. But if there was one, you'd definitely be on it. Thanks for listening." Courtney turned to go, waving as she went. Courtney locked eyes with Taylor across the hallway but both of them quickly averted their gaze from one another.

' _Trouble in paradise?'_ Max wondered what the two of them were in a tiff about. She figured the obvious answer was probably Victoria.

Brushing off the previous encounter, Max readjusted the strap on her bag and inhaled deeply. She stepped up to Dana's door and knocked placidly. It immediately swung open, Dana grinning from ear to ear in the doorway.

"Max! I was waiting for you. Long time no see. Come in, come in!" Dana ushered her inside.

"You seem to be in a good mood, Dana." Max observed.

"How could you tell? I'm just really buzzed about this party. I've been working on it for weeks. Here! I laid out a bunch of options for you. I'm not too worried about fit. We're about the same size, right?" Dana looked at Max up and down and Max shifted uncomfortably. The extra scrutiny made her feel uneasy.

Max looked down at herself and then at Dana. She was definitely taller and bigger in other… places.

Max let out a breath of air, slightly regretting her decision to approach Dana for help. But she was in too deep at this point, Dana already holding up outfits against Max's torso.

"Hmm, maybe not the Alice in Wonderland, it's a little short on you. Unless that's not an issue...?" Dana winked in her direction.

"Err, what else do you have?"

"Let's see…" Dana rummaged through the pile on her bed. Max took this opportunity to peek around her room. It was covered in different Halloween supplies, possibly some rejects from the decoration committee. Amongst the piles, along the dresser, and draped over her table, evidence of Trevor's presence was obvious. Max briefly worried that the chances of them getting caught have increased tenfold since the last time she discovered Trevor's lone jacket left out in the open for all to see.

' _They seem to be going really strong,'_ Max mused in wonderment, curious to know if it was her original influence regarding Juliet's accusations of infidelity that caused them to finally get together. ' _Even without my rewind power, some things are just set in stone. I'm happy for them.'_

"Tell me if you hear something you like. I have: Fire fighter, pirate, Wonder Woman, skeleton. This one is cute, actually." Dana held it up to her svelte body.

"What about that one?" Max pointed to a pair of flimsy wings sticking out in the corner. Dana reached over to pull it out. The wings sparkled in the pale light of the dorm room, veins of silver spread out like grains on a leaf. Max smiled at it, bits of glitter sticking to her fingers.

"You like these? I made them myself in Sophomore year, trying so hard to be like Danielle from 'Ever After,'" Dana sighed wistfully, "such a romantic movie. You might need a dress to go along with it."

"I love them," Max said, not taking her eyes off of the butterfly wings. They could use some dressing up, but nothing a little hot glue couldn't fix.

"Are you sure?" Dana asked. "I have a sexy cat outfit with your name on it!"

Max laughed. "No, these are great, Dana. Thanks for your help."

"Hmph," Dana placed her hands on her hips, "well if you won't wear it, why not get your bitch, Warren, to? I know how much he likes cats."

Max snorted, trying to picture Warren wearing cat ears and a tail. It was rather fitting actually. "You know, that doesn't sound too bad of an idea. But I have no clue what he's doing for the party."

"Really?" Dana raised an eyebrow as she put the cat costume and butterfly wings into a nearby plastic bag. "I figured you two were going together... though he'd probably just follow you there anyway," Dana laughed.

Max scratched the back of neck in lieu of a response, accepting the bag of costumes with a grateful smile.

As she made her way to the doorway, Dana stopped her. The cheerleader's previous happy glow subdued now and Max eyed her with concern. She remembered this look. After Kate's suicide attempt, Dana was profoundly upset and needed comforting words in order to get back into the swing of things.

"Max… you are a much stronger person than me," Dana started, placing a hand onto Max's shoulder. "If something like that happened to me, I wouldn't even be able to stand, let alone continue to function normally and go to school. I hope you're doing okay. My door is always open."

Max gave a slight nod, finding a verbal response wasn't necessary. She knew what Dana was referring to and she appreciated the kind words. The role was shifted this time around, with Dana now being the one offering comfort.

' _Everything is different and yet also the same.'_

…

In the hallway again with a bag full of costumes and a head swimming with now non-existent memories, Max exited the girl's dorm and made her way to the next stop on her list. She was feeling a little better than she did this morning, upon reflection. The tiredness of earlier had steadily faded away into an unmistakable calm that spread throughout her body. The relationships with her peers weren't nearly as damaged as she expected them to be and the thought gave her peace. In fact, her roommates were flourishing as they dealt with their various issues, even without Max's help. She couldn't help feeling a little envious but fought to quell the negative emotions that threatened to bubble back onto the surface. She knew Chloe wouldn't want her to feel sad or angry, but every time she became happier about one thing or another, a sick guilt put her back into place.

Guilt about being happy. Guilt about being alive when Chloe wasn't. Guilt that she wasn't still in mourning as she thought she ought to be.

Shaking her head of the distressing ideas, Max quickly made her way to her upcoming destination.

…

The boy's dormitory was a different monster entirely from the girl's. She could hear rock music coming from a faraway room, someone pounding and yelling to "shut that shit off!" Offensive and graphic graffiti decorated the walls making fun of various locations and people around school. ' _Okay, maybe not so different after all.'_

A distinctly strong odor made its way into Max's nose as she rounded the corner. ' _Justin and Trevor must be nearby_. _My spidey senses are tingling.'_

She could hear her name being whispered from a distance. "Maaax, Maaax come'ere." She followed the voice, spotting the current occupier of her thoughts lounging comfortably in a bean-bag chair in the open doorway of his room.

"Justin, hey." Max hadn't seen the blond skater since his intoxicated stint in the bathroom at the End of the World party. But that was no longer an event in which the pair shared a memory. She was a little hesitant about approaching him, since the last time they spoke casually, Justin had accused her of being a poser. She still knew very little about skateboarding, even in this timeline, and even after rewinding to gather information.

He drawled out in a lazy speech, one obviously influenced by some illegal substance. She could spot Trevor bobbing his head to music behind him, totally lost in his own world.

"Sneaking around the boy's lair, you little minx," he smirked at her, raising an eyebrow. His eyes looked especially glassy behind his square frames. "Who you here to see? It's me, isn't it?"

"Sadly no," Max coughed, "I'm here to help Warren with some work."

Justin guffawed upon hearing Warren's name. ""Some work" she says! I think we both know what that _really_ means." He continued to laugh as if it was the funniest thing ever said. Once his laughter died down, Justin spat under his breath, turning towards Trevor, completely oblivious to Max still standing there listening to him. "I can't believe that beta nerd has chicks visiting him like this!"

Max cleared her throat, "Well it was cool to see you guys again. I'll talk to you later?"

Justin turned back to her, seeming surprised that she was still around. "Oh, Max, sorry, yeah, you're always welcome here, okay? In fact," he stood up with difficulty from his chair, "why not stop by again after your "visit" with lil' Warren? I'd really like to talk to you." He supported himself by leaning his arm against the doorframe. His eyes boring into Max's as he attempted to appear casual.

The girl in question rubbed at the back of her neck and offered a simpering smile. Somehow the idea didn't actually sound too unappealing. She's been meaning to get back into Justin's good graces. They always did get along pretty well once she revealed herself as a non-poser. Maybe this was an opportunity to do the same, except one not involving any skateboards.

"Sure, Justin. This probably won't take too long," Max said as she waved farewell.

As she walked away, Max heard the loud "Ooooh"ing of Justin and Trevor after the implication of her words set in. An innuendo wasn't her intention, but she began to chuckle anyway. The two friends were a couple of characters, and she was still glad to see that Trevor's relationship with Dana didn't drive a wedge between the pair.

Making her way towards Warren's dorm room, she couldn't help but eye the now abandoned and empty room of one Nathan Prescott. Even without its previous occupant, the room held a sort of sinister aura to it, as if a pale cloud of pain and sadness surrounded it. Max merely frowned at it, her emotions toward Nathan too jumbled to properly interpret.

Turning her back on the dreary room, she reached out to knock on Warren's door. The poster calling him a 'beta phag' still displayed in all its glory.

' _Why doesn't he just take that down?'_ Max wondered. Her eyes trailed over to his slate. It contained a science pun that seemed typical of him. It read: "I'm reading a book about anti-gravity. It's impossible to put down."

' _Never change, Warren_.' She knocked again and the door opened at once. A broad faced Warren hung in the doorway, already smiling as if he knew exactly who was going to be on the other side.

"Max!" He held the door open as she ventured inside. His room was relatively neat with piles of books taking up various spots on the floor. She eyed the covers; they were all hefty science texts. Max could see how Warren kept his grades up so well, he definitely worked his ass off for that 4.0. Besides his academic items, his room was covered in various paraphernalia that referenced several pop-culture shows and icons. Max ran her hand along his 'X-Files' bedspread and took a seat.

"Really Warren, what could I possibly help you with? Your grades are already leagues above mine."

Warren's bright smile slowly weakened once he realized Max was already jumping straight to business. His mouth set in a grim line, he began rummaging through his desk papers, his back turned to her. "I was able to get the lab stuff out of the way before you came, actually. Did you finish Callaghan's work already?"

Max reached into her bag, the clipped together packet of homework she received from Victoria still bundled together, completely unfinished. "Not even close," she said, waving it around.

Warren rotated in place and saw the thick packet clutched in Max's small hand. His smile returned and he moved to plop cross-legged on the floor right across from her. "Guess it can't be helped. A couple of geniuses like us can figure this out, right?"

…

About thirty minutes into their make-shift study session, Warren finally spotted the glittery mess poking out of Max's Halloween goody bag, courtesy of Dana Ward. He asked about it.

"Hmm? Oh, that's just a costume I got from one of my roommates." Max absentmindedly began to dig through it.

"Costume?" Warren leaned back on his palms, his homework easily cast aside and out of mind. "Are you going to the Halloween party?"

"I suppose I ought to. Were you going to go?"

Warren looked off to the side, scratching his cheek. "I wasn't sure yet. I don't have a costume. But I'm glad to hear you're going." He paused to watch Max shift through the bag with an amused expression. "What are you going as?" He inquired.

"This." She pulled the hand-made butterfly wings from the plastic bag, effectively spilling glitter everywhere. "Oh gosh! Sorry, Warren," she chortled at the mess.

"You don't sound very sorry," he joined her in laughter, her merriment infectious. "It's a cute costume… What else do you have in there?"

Max suddenly turned bashful, stuffing the wings back in and closing up the bag, hiding it behind her back. "You don't want to know."

Warren stood up, reaching his hand out. "Come on, you can't leave me hanging like that. Now I _gotta_ know." Max pulled the plastic bag farther away from his reach.

"Sorry pally," she teased, sticking her tongue out. "I'll show you after you finish your work."

Warren eyed the homework on the floor disdainfully. He had already forgot it existed.

"We're practically done! Thanks to your photographic mind. But I'm still unsure on how to operate a camera." He tried reaching for the bag again, his hands now on either side of Max on the bed. She seemed unaware of her position and continued trying to keep the bag away, her body twisted towards the wall.

"Maybe it's about time you learned a thing or two," Max joked.

Warren's mind was abuzz, barely registering what she had said as he slowly inched forward towards Max. He moved without thinking, his knee suddenly propped up next to her thigh. His body leaned above hers, and a devilish smile began to grace his lips.

"Are you going to teach me?" He asked slowly and quietly, looking down on her through low lashes.

The room froze around her as Max's mind finally caught up with her current situation and positioning. The joking atmosphere had since melted into a vastly heavier one. Warren was looking at her with a half-lidded expression she had never seen on him before. It reminded her briefly of the time when she stopped Warren from beating Nathan into a whimpering pulp. She'd never seen him look so serious.

Not knowing how else to react, Max loudly cleared her throat and Warren stumbled away from her, rubbing at the back of his head and laughing awkwardly. "U-Uhm, yeah! Just show me after." He fell back to the floor, sitting at a considerably farther distance than before. Grabbing his pen and paper, he got back to work, his attention glued to the worksheet.

'… _What was that?'_ Max watched him, feeling weird about whatever had just transpired. She figured she'd do better to not dwell on it, or rather, forced herself not to, not wanting any long-lasting awkwardness to prop up between them. If things became weird with Warren, she wasn't sure who she could turn to after that. He was her steady rock.

The muscles in her body tightened then released like an exhale, and the pair resumed their paperwork.

* * *

AN: Things are getting a little more interesting. I love seeing Max interact with her colleagues. I wanted to show how life around the dorms continued on... how Max affected them, how she didn't affect them. I wanted to show that her peers weren't all that we were shown and that there was a little more about them than we've seen. I wish Justin was explored waaaay more! Him and Max always had an interesting little camaraderie. Death affects people very differently, and to those who don't understand, it's hard to express it in any one way or react 'appropriately.' Max always wanted to help other people but she's in a place now where she needs help.

As for Warren, even with everything that's happened, even he can't look past his feelings and sometimes forgets what he's doing. I really wanted to explore that "darker" side of Warren that was only briefly touched upon in the game. It makes him a vastly more interesting character. How can everyone expect him to be a perfect kind amazing guy? He's a human being with flaws. In the same way Max and everyone else is flawed. Stay tuned!

Thanks for reading and please review!


	4. Chapter 4

...

Eventually, Warren peered up at her with guilty eyes. "Look, Max—" he began.

"Are you finished?" Max asked, cutting him off. She smiled as warmly as she could muster, trying to communicate that he needn't say anything. It was already in the past as far as she was concerned. It was best it stayed that way.

"Ah- yeah I am," he sputtered, eyes widening. But the disarming look in her eyes brought a sense of calm along with them and he relaxed. "Do… do you want to exchange answers?"

"Sure."

The two sat in silence a moment longer, Max comparing papers. Fidgeting on the floor and not being able to take it much longer, Warren hopped up and went to his stereo. He clicked it on and Alt-J's ' _Breezeblocks_ ' began to play. He hoped some music would dispel the strange mood that had descended upon the pair.

Max glanced up briefly. Warren was swaying with the tune.

"You know, even though this is one of their more famous songs, it's still one of my favorites," remarked Max from the bed.

Warren looked at her over his shoulder and conjured up what he hoped was a sly grin. "Really Max? That's not very 'hipstery' of you."

"Yup. You caught me. By the way, we both got the same answers! Looks like I'm catching up to you in the brains department."

Warren turned fully to face her, his back pressed up against his dresser, maintaining the greatest distance possible in the small dorm room. The stereo continued softly: " _She's morphine, queen of my vaccine my love my love love love…"_

"I… know right?" Warren sighed and looked at the floor.

Seeing this, Max sprung into action, not letting the tone of the room fall quite towards the solemn direction it was heading in. She stood quickly, bringing the plastic bag along with her. ' _This damn thing is the reason for all this awkwardness.'_

"Do you still want to know what's in the bag?"

Warren nodded stiffly.

The stereo continued in the background, " _Please don't go, I'll eat you whole, I love you so, I love you so…"_

"Alright. Well you have to close your eyes, okay?"

"I don't really like the sound of that…" He shut his eyes, a distinct furrow visible between his brows, "but I trust you, Max."

Max smiled even though he couldn't see her and she began to rummage through the bag. She produced a small set of black kitty cat ears, a tail, and paws, clipping them to Warren's head, the back of his shirt, and sliding the gloves onto his outstretched fingers. Guiding him over to his bedroom mirror, Max positioned him in the direct center. "You can open them now."

Warren's brown eyes fluttered open and seeing the costume pieces, he grinned, admiring himself at every angle. "Damn, I look good."

Max laughed, holding her hands out in front of her. "Hold that pose!" She dug out her insta-camera and Warren flashed his signature peace sign as she took a picture. Max flicked the newly developed photo and placed it securely into her bag. "I feel like I haven't taken a picture in forever."

"I'm glad I could be your first… in a while…," he said. His smile faltered as if to say 'that didn't come out right' and the correction barely helped either.

Max shook her head, turning to put her camera away.

"So what else you got in here…?"

"Wait!"

But it was too late to stop him. Warren had already dug into the bag and pulled out a slinky and sexy latex outfit that paired with the kitty cat accessories. Holding it out in front of him, his face quickly changed from confused to amused and then stopped on embarrassed, flicking his eyes from the costume to Max and back to the costume again. Max yanked it from his hands and forcibly stuffed it back into the bag.

"Well, well, well," Warren drawled, doing his best to sound smug and failing miserably, his voice bumping up an octave.

"Don't worry. I won't be wearing _that_ to the party."

Warren had the gall to look disappointed. "Such a shame. Black really suits you." He grinned again, his usual expression back on his face. Max felt a sense of relief wash over her. If they can joke again as usual, then she had nothing to fear. Warren really did instill an odd sense of peace within her and she was completely comfortable around him, barring any unusual circumstances.

"Well, I hope to see you wearing it. At least the ears." Max flicked them as she passed, picking up her homework packet and packing up the rest of her belongings.

"Heading out?" Warren asked, seating himself on his bed. He took off the cat ears, ruffling his hair in the process.

"Yeah, thanks for helping me finish! Be seeing you tomorrow at the lab still?"

Warren nodded. "Nah it was all you. And yeah… for sure."

" _Please break my heart, ah ha…"_ The tune carried on, forgotten now.

Max bobbed her head in the affirmative and walked through his door. "Seeya, Warren Washington." He waved back at her, hands still pawed. He looked at his hand as it lowered slowly to his lap. The door shut.

From the hallway, Max heard his angry and muffled voice say from within, " _I am such a fucking asshole."_

Max took a moment to collect herself, her mind running over the events that had transpired since this morning began. More happened in a single afternoon than had happened in the past two weeks. It was a little overwhelming, but with each passing minute, she felt more and more like herself again.

' _Almost forgot, Justin wanted to talk to me._ ' Max snapped her fingers and went in the direction of Justin's dorm room. She passed by Trevor's room on the way and could hear a feminine voice ringing out from inside. ' _Dana and Trevor are at it again. Hope they don't get caught. Actually, hope I don't caught, now that I think about it.'_

Max knocked on Justin's door and it creaked open, a hazy smoke drifting out. Max waved it out of her face.

"Max Attack! Made it after all. Enter at your leisure." Justin gestured her inside and she plopped herself down on the nearest bean-bag chair, making herself comfortable. Justin sat across from her.

"What did you need to talk about?" Max asked, doing her best not to breathe in too deeply.

"You wanna hit?" Justin held out a slender glass bong.

"Excuse me?"

"A hit? Don't you smoke? No worries if not." Justin brought the bong to his mouth and lit the end. Max heard the bubbles tumbling within.

Even while hanging out with a constantly "medicating" Chloe Price, Max never actually had the opportunity to smoke. She took the blame for Chloe once, but that was the closest she had ever come to actually getting high. In the company of Justin, Max actually began to feel a little… lame. She asked herself what Chloe might have done in this situation.

"I wanted to talk about Chloe, actually," he started, breaking Max out of her reverie. "I knew her. Through hanging with Rachel. She was really cool; one of the coolest people that could've walked through this massive shithole. I miss her. And I'm sorry. Trevor told me you guys were bros once upon a time. I had no idea even though I knew I saw you at the funeral..." He lowered his head, his cap shielding his expression. "It fucking sucks man."

Thinking about all the people that Chloe had personally known and left behind made Max sad. Her legacy would become one of death. Of being on the peripherals of peoples' lives and then exiting it. Was this the right thing? Was this destiny? The question continually popped into her head. What was all that stuff that Chloe and her talked about before Max chose to sacrifice her?

Does Chloe have any idea what she went through only to die?

The thought severely wounded Max; tears threatened to spill down her cheeks. Max held there, shaking, not willing to let them drop. There must have been a reason she thought. A reason for Chloe to come and go. Was it so they could have one last week together? So that they could solve the mystery of Rachel Amber? So Chloe could finally get her life in order before throwing it to the dogs? So that she could die? Over and over as a swirling vortex in Max's head?

' _No. I don't know.'_

What would Chloe do now?

' _She wanted to leave. To change.'_

But did she?

' _No. I don't know.'_

"You feeling okay?" Justin was watching her with red-shot eyes.

Max looked up at him, trying to rid her mind of the strange stretch of thoughts that had just shot through her. It was no good to dwell on something she couldn't do anything about. Chloe was gone. Regardless of how or why, she was gone. She told herself this.

The pair sat in silence. Justin extended a sympathetic hand and patted it gently on her arm.

Max plastered a smile on her face. "Thanks Justin. Actually… I think I will take that hit. It's what Chloe would've wanted."

"That's the spirit," he smiled, handing her the bong and positioning it under her mouth. "Do you know how to use this?" he asked. Max was in no position to pretend anymore. She shook her head 'no.'

"Thought so. Well, let this be the ride of your life. I'm happy to be the conductor on your first trip."

"You don't think I'm a poser?" Max asked sardonically.

Justin just smirked. "What you posing as? All I see is Max right now." He held his hands out in front of him, forming his fore fingers and thumbs into the shape of a frame. He peered at her through it, closing one eye. "Yup. All Max. Now here, let me help you." Justin leaned forward and got her started.

Before she knew it, Max was coughing up a storm. She's never smoked before, let alone ripped a bong. She barely even drank. She was always above that shit, like she was so high and mighty. And to think she had once berated Hayden for engaging in such an act.

"Cough it up, bro, that actually makes it better."

Once she had settled down, Max made a second attempt, a third, and then a fourth. This last time without any coughing involved. She released a large smoky cloud above her head.

"How you feeling?"

"I feel… I feel pretty good." Max gave him two thumbs up while smiling from ear to ear. Her eyelids drooped and she was having trouble sitting up properly in her chair. Justin snickered. _'If only Chloe could see me now. I am Maxipad no more.'_

"Oh shit, Max! I've corrupted you! Little goody two shoes!"

"I'm no goody two shoes," she slurred, swatting him on the side. "I am Dr. Caulfield."

"Ha-ha fuck, Max. What are we gonna do with you?" Justin took a hit of his own. "You know, I never thought in a million years I'd be chillin' with you like this. I ever told you that I wish we hung out more?"

"You just did," Max said, raising a pointer finger at him, "oh, and that time you got wasted at the party."

"What party?" He asked, genuinely puzzled.

Max smiled. She referenced the wrong timeline again. "Nevermind, I forget. But... I wish we hung out more too." Max paused, eyes sinking to the floor. "And that stuff you said about Chloe… thank you. I bet she misses you too."

Justin inclined his head, letting Max's words sink in. After a moment of quiet reflection, a smile lit up on his face. "Hey, you hungry?"

"Starved."

…

The pair stumbled into the hallway beyond the door, Max feeling particularly loopy. What was she doing, sneaking around the boy's dormitory? Laughter bubbled in her throat, a total disregard for whatever trouble may befall her.

"Shh!" Justin warned, failing to keep quiet just as badly. "Ok, wait a sec. I gotta go to the vending machine room. Keep a look out."

"Aye aye, captain," Max saluted.

Justin gave her a passing grin as he descended into the darkened room beyond.

' _What time is it?'_ Max wondered as she wandered the empty dormitory. She heard muffled voices from different rooms, saw trash collected in corners and in front of door ways. The smell of burnt hot pockets slammed her senses. _'At least I know_ where _I am still.'_

Max found herself face to face with Nathan's barricaded room a second time that afternoon. She recalled her own journey inside, the disturbing images she witnessed, as well as the morbid hints of Nathan's cruel reality. His family was messed up in all sorts of ways and the darkness of it had seeped into Nathan's life. He was clearly disturbed, but not without remorse. Max could still hear it, the voicemail he had left on her phone as she raced towards oblivion. His voice was filled with such a visceral pain, Max was afraid she would never truly understand what he was feeling at that moment.

But then images of Chloe's bleeding body on the floor of the girl's bathroom pops into her head and all and every sympathetic feeling she could have had for Nathan gets wiped from existence.

Max wrapped her arms around herself and turned away. She spotted Warren's slate pun and her smile returned. Marching over to the board, she erased it with her sleeve. _'Just a couple of friends having fun, right?'_ Max had done this before, written an equally nerdy saying on his slate. _'I'm still allowed some fun in this reality.'_

She contemplated what to write, her mind a cloud of separate memories, made worse by her drug intoxication. _'Ugh, what did I write…before?'_ She held her head, stumbling backwards. A series of images flashed through her mind, similar to what happened in Kate's dorm _'Not this… why am I seeing this?_ ' She saw it clear as day: the tornado in the distance, rain on the windshield of Jefferson's car, Nathan's name on her phone, the Two Whales Diner bursting into flame. Bodies of those she couldn't save. _'No! No!'_

"Max?"

"Max!"

The girl in question saw a distressed Warren standing in his doorway, looking at her in confusion. On the other side, she saw Justin, running towards her at full speed. Max fell into the wall, trying to hold herself up, her vision blurring as the sight of a thousand different memories zoomed across her eyes. "Ugh my head," she moaned.

Justin propped her back up, slightly amused. He eyed Warren. "She's really Max'd out, huh? Ha-ha."

Warren stepped forward. "What the fuck, man? What did you give her?" He put a hand on Max's shoulder, her head lolling to the side. She could barely make out what was happening in front of her.

"Relax, she just smoked some top-shelf shit and couldn't handle. It's no big deal," Justin shrugged, a bundle of snacks held in his other hand.

Warren rounded on Justin, a red fury overtaking his features as he got in his face. "No big deal? Are you fucking kidding me? She's in a really vulnerable place right now. Don't take advantage of her!" As soon as the words left his mouth, Warren's expression fell and he backed away. He looked away in shame.

Justin paid no mind to his internal struggle, irritation cutting across his features. "It was her choice to come in, don't pretend like you're some fuckin' hero that needs to take care of her. You're embarrassing yourself." Justin turned around, pulling up Max by the shoulder. She groaned in response.

Warren reacted instantly, grabbing Justin's forearm. "Where are you—"

Justin yanked his arm away, pushing Warren off of him. "Will you fuck off!"

Before long, the pair was engaged in a tussle.

In a split second, Max was in her own head again, the collection of past memories retreating mechanically back into the depths of her mind. When she came to, she saw Justin holding Warren in a headlock in the middle of the boy's dormitory. Different students were just beginning to poke their heads out, witnessing the two boys wrestling around.

Warren was trying with all his might to break free as Justin laughed at his predicament. "What now, bitch boy?" he taunted. Warren swept his leg back, catching Justin off guard and knocking them both to the ground. They rolled around on the floor hitting each other. Max stood off to the side, stock-still in shock.

"Stop! Stop!" She ran in to try and break the boys up but Trevor and Zachary beat her to it, picking them up and restraining them. Disappointed shouts from the bystanders demanded they be let free.

Warren was furious. He kicked away at Zachary, trying to wiggle his way free but failing. Justin, on the other hand, had a bleeding lip from where Warren had scratched him during their scuffle on the floor. His glasses had a crack in them. He wiped at his lip with an annoyed glare. "You feel strong now?" Justin asked with contempt as he broke out of Trevor's hold on him.

The crowd in the hallway slowly disbanded, not wanting to stick around in case any security showed up, and also since it was obvious that this fight was over. Zachary easily dropped Warren and went on his way, already disinterested. Trevor and Justin walked back to their rooms, Justin nodding at Max as he passed. She was too stunned to react or respond.

After a moment of shuffling feet, and the sounds of shutting doors, Max looked on to see Warren standing alone in the middle of the hall. His face was concealed by his hair and his arms laid limp at his sides. He looked defeated.

Max rushed up to him and placed a hesitant hand on his shoulder. He looked up and Max saw that same serious expression he had on after he beat up Nathan in the original timeline. Dark eyes filled with malice. Max shivered at the sight of him.

He broke up his face with a saddened smile. "Sorry you had to see that, Max."

"Are… are you okay?" She asked with lack of anything better to say. Her head was still swimming, the effects of the drugs still having a hold on her proper judgment.

He ignored her question. "Are _you_ okay? You didn't look so good, falling into walls…" He rubbed his reddened cheek and hissed in pain. "And what the hell are you doing with Justin?"

Max held her palms up over his wound, wanting to soothe Warren somehow but lacking the capacity necessary to assist him. "He… wanted to talk to me about something. I just suddenly got a headache…" she struggled to get her words in order.

"I see," was all Warren muttered, refusing eye contact.

"Warren—"

"Some white knight I am, huh?" he cut her off, looking wistfully at something in the distance, "I thought I was gonna go all crazy on him."

The words were too alike not to notice. Even though this was a completely different timeline, similar circumstances were resulting in similar situations that she had underwent before. Max felt like she was still tripping; a mess within her own mind. She wondered what it all meant or if there would be any sort of consequences. Every time the images flashed through her head of the past, whether it actually occurred or not, Max was struck by what she could only interpret as… guilt.

"Warren, you don't… have to worry about me." Max didn't want him to get involved in a situation where he would get hurt. She felt like he's been hurt enough, the image of the exploding Two Whales diner burned into her brain forever. She wasn't exactly sure what lead to the scuffle between him and Justin, but she'd prefer if something like it never happened again.

"Can't help myself," he murmured, voice low.

Max placed her hand on his shoulder again and attempted a comforting smile. "Thank you." He rubbed at his neck, looking sore. Physically or emotionally, she wasn't sure. "Should we get you cleaned up?" Max asked when he didn't respond.

Warren lightly touched his aching cheek, wincing at the contact. "I'm okay. I think maybe you should get some rest. We got a busy day tomorrow, Dr. Max." The grin he gave her felt forced.

"Right..." Max's hand fell to her side, her eyes filled with pity for her dear friend. It seemed obvious that he just wanted to be left alone now. It didn't even feel like they had school tomorrow, the days having been so abnormal for so long. "I'll see you then," she said quietly, unsure of the air that now swirled between them. She hoped Warren would be okay as she made her way to the exit of the boy's dormitory, watching him slowly drag himself through his door.

The slate next to his room remained blank.

…

* * *

AN: I've actually received hate for this fanfic. I know Max/Warren isn't the most popular ship but I distinctly remember a time when it was on decent footing with Pricefield. I guess with the passage of time, only the diehard Pricefield fans remain.

If you dislike Max/Warren, just don't read, simple as that. There are millions of Pricefield fanfics out there, I just happen to write something else. Besides, this fic is far more a MAX centric fic than simply a Max/Warren one. I'm exploring multiple aspects, even the aspects of Max and Chloe's relationship.

Anyway, it's a little disheartening lol. I see people saving this fic but no reviews! I'd love to hear thoughts.

Love Justin. Lol there's a lot of him in this fic (and coming). More exploration of Warren's character too. Stay tuned.

Also that Breezeblocks inclusion of music LOL Sorry was trying to emulate the game and couldn't help myself. Enjoy!


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